{"id":1299,"date":"2025-10-30T13:15:31","date_gmt":"2025-10-30T13:15:31","guid":{"rendered":"https:\/\/www.gsl.lu\/?p=1299"},"modified":"2025-10-30T13:27:28","modified_gmt":"2025-10-30T13:27:28","slug":"non-profit-organisations-bring-your-articles-into-compliance","status":"publish","type":"post","link":"https:\/\/www.gsl.lu\/en\/non-profit-organisations-bring-your-articles-into-compliance\/","title":{"rendered":"Non-profit organisations: bring your articles of association and accounting into compliance"},"content":{"rendered":"
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GSL Fiduciaire supports you \u2014 and equips you with Odoo<\/strong><\/h2>\n

Parliamentary news reminds us that the law of 7 August 2023 has been fully applicable to all associations and foundations since 24 September 2025. The new accounting regime begins in the 2026 financial year, with approval of the accounts by 30 June 2027 at the latest and filing with the RCS by 31 July 2027 at the latest. An overall assessment will be carried out in 2027 by the ministry, after this first complete cycle.<\/p>\n

The new provisions will apply in 2025 to non-profit organisations that have amended their articles of association in 2024.<\/p>\n

In his parliamentary question no. 2957, MP Georges Engel highlighted the practical difficulties (financial thresholds, administrative burden) and called for ongoing dialogue with the sector.<\/p>\n

Operational translation: there is no need to wait for possible adjustments \u2014 compliance must be ensured now.<\/p>\n

Why act now?<\/strong><\/h3>\n
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  • Statutory clauses that contravene the law are deemed unwritten after the transitional period; if this hinders the functioning of the non-profit organisation, dissolution may be requested from the court.<\/li>\n
  • Recurring obligations: rules for general meetings, membership register, publication in the RCS, filing of accounts, etc., now harmonised and enforceable.<\/li>\n
  • Fixed calendar for accounting: financial year 2026 \u2192<\/span> AGM before 30\/06\/2027 \u2192<\/span> filing with the RCS before 31\/07\/2027.<\/li>\n<\/ul>\n

    What GSL Fiduciaire does for your non-profit organisation<\/strong><\/h3>\n

    1) Audit & compliance of your articles of association<\/h4>\n
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    • Article-by-article analysis: objects, bodies (board of directors\/general meeting), notices of meeting, quorums and majorities, delegation of day-to-day management, representation, mandatory information on \u2018documents and invoices\u2019, dissolution and allocation of assets, filing with the RCS.<\/li>\n
    • Drafting of the coordinated text, GM file (agenda, resolutions), RCS formalities.<\/li>\n
    • Formalities for filing and publication with the commercial register (RBS & RESA)<\/li>\n<\/ul>\n

      2) Roadmap 2026 \u2192<\/span> 2027 (accounting & filings)<\/h4>\n
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      • Classification of small\/medium\/large non-profit organisations according to three criteria:\n
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        • Small<\/i>: < 3 FTE, \u2264 \u20ac50,000 in revenue, \u2264 \u20ac100,000 in assets.<\/li>\n
        • Medium<\/i>: \u2264 15 FTE, \u2264 \u00a31,000,000 in revenue, \u2264 \u00a33,000,000 in assets.<\/li>\n
        • Large<\/i>: above these thresholds.<\/li>\n
        • Non-profit organisation recognised as being of public utility, treated in the same way as large non-profit organisations.<\/i><\/li>\n<\/ul>\n<\/li>\n<\/ul>\n
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          • For small non-profit organisations: income\/expense records, notes (cash, members by category, % of transfers abroad), AGM < 6 months after closing, RCS filing within one month.<\/li>\n<\/ul>\n

            3) Accounting outsourcing GSL + Odoo<\/h4>\n

            Odoo is a fantastic tool also for non-profit organisations: you have continuous access to your accounting and financial data, you can issue invoices\/membership fee requests, track payments and receipts \u2014 and GSL Fiduciaire takes care of the technical accounting side (setup, chart of accounts, controls, closings, preparation of RCS filing).<\/p>\n

            In concrete terms, we set up:<\/p>\n

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            • Real-time portal (dashboards, extracts, scanned documents).<\/li>\n
            • Invoicing\/membership fees (payment schedules, reminders, receipts).<\/li>\n
            • Bank\/cash tracking, reconciliations, supporting documents archived for 10 years.<\/li>\n
            • AGM & RCS reports consistent with legal requirements (income\/expense statements, appendix for small non-profit organisations).<\/li>\n<\/ul>\n

              4) Governance & practical kits<\/h4>\n
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              • Templates: notices of meetings, AGM minutes, membership register, delegations, RCS notices, \u2018before AGM\/before filing\u2019 checklists.<\/li>\n<\/ul>\n

                What the Chamber says… and what it means for you<\/strong><\/h3>\n
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                • Parliamentary question no. 2957 highlighted the thresholds and burden for many non-profit organisations and called for a structured dialogue.<\/li>\n
                • The ministerial response reiterates that the application has been general since 24\/09\/2025, that the accounting regime begins in the 2026 financial year (AGM\/filing in 2027) and that a review will be carried out in 2027. Conclusion: get yourself into compliance now.<\/li>\n<\/ul>\n

                  Frequently asked questions (express)<\/strong><\/h3>\n

                  Are we a \u201csmall non-profit organisation\u201d?
                  \nYes, if you do not exceed at least two of the three thresholds: < 3 FTE, \u2264 \u20ac50,000 in income, \u2264 \u20ac100,000 in assets.<\/p>\n

                  What must the appendix of a small non-profit organisation contain?
                  \nTotal cash and bank balances, number of members (by category), % of transfers to the EU\/EEA and outside the EU\/EEA (if significant).<\/p>\n

                  What are the risks of not updating the articles of association?
                  \nContrary clauses are unwritten; if operation becomes impossible, dissolution is possible.<\/p>\n

                  We speak the language of associations
                  \nGSL Fiduciaire has always worked for non-profit organisations: volunteering, collegial governance, tight budgets, realistic obligations \u2014 we understand your reality and offer proportionate solutions.<\/p>\n

                  Contact us<\/strong><\/h3>\n

                  Ready to secure your articles of association, organise for 2026 and equip yourself with Odoo with an accounting partner? Write to us or call us: you will receive professional support tailored to the size and resources of your association.<\/p>\n

                  info@gsl.lu
                  \n+352 26 17 34 1<\/p>\n

                  References<\/p>\n

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                  • Ministerial response to QP No. 2957 (21\/10\/2025): general application since 24\/09\/2025; accounting regime from 2026; AGM \u2264 30\/06\/2027; RCS filing \u2264 31\/07\/2027; balance sheet in 2027.<\/li>\n
                  • Parliamentary question no. 2957 (29\/09\/2025): interim assessment, revision of thresholds, dialogue with the sector.<\/li>\n
                  • Law of 7\/08\/2023 on non-profit organisations and foundations: categories, statutory\/accounting obligations, RCS filings, clauses deemed unwritten, dissolution.<\/li>\n
                  • Accounting guide \u2013 small associations (Sept. 2023): \u2018income\/expenses\u2019 operating procedure, contents of the appendix, AGM\/filing schedule.<\/li>\n<\/ul>\n<\/div>
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